Solicitation - W900KK26RA008 Foreign Affairs Threat (FACT) Training Services.pdf

WOMEN-OWNED SMALL

BUSINESS (WOSB)

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

1. REQUISITION NUMBER PAGE 1 OF

2. CONTRACT NUMBER 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

DATE

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME b. TELEPHONE NUMBER (No collect 8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY

13b. RATING

14. METHOD OF SOLICITATION

CODE

15. DELIVER TO 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODE17a. CONTRACTOR/

OFFEROR

CODE

FACILITY

CODE

CODE

TELEPHONE NUMBER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN

OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK

BELOW IS CHECKED

REQUEST

FOR QUOTE

(RFQ)

INVITATION

FOR BID

(IFB)

REQUEST

FOR

PROPOSAL

(RFP)

SEE ADDENDUM

19.

ITEM NUMBER

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Government Use Only)

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH

AND DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND

ON ANY ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS

SPECIFIED

29. AWARD OF CONTRACT: REFERENCE OFFER

DATED . . YOUR OFFER ON SOLICITATION

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE SIGNED

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

31b. NAME OF CONTRACTING OFFICER (Type or print) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 11/2021)

Prescribed by GSA - FAR (48 CFR) 53.212

10. THIS ACQUISITION IS UNRESTRICTED OR

NORTH AMERICAN

INDUSTRY CLASSIFICATION

STANDARD (NAICS):

SIZE STANDARD:

13a. THIS CONTRACT IS A

RATED ORDER UNDER

THE DEFENSE PRIORITIES

AND ALLOCATIONS

SYSTEM - DPAS (15 CFR 700)

SET ASIDE: % FOR:

11. DELIVERY FOR FREE ON

BOARD (FOB) DESTINATION

UNLESS BLOCK IS MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

27a. SOLICITATION INCORPORATES BY REFERENCE (FEDERAL ACQUISITION REGULATION) FAR 52.212-1, 52.212-4. FAR 52.212-3

AND 52.212-5 ARE ATTACHED. ADDENDA

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

8(A)

ECONOMICALLY

DISADVANTAGED

WOMEN-OWNED SMALL

BUSINESS (EDWOSB)

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

(SDVOSB)

HUBZONE SMALL

BUSINESS

SMALL BUSINESS

NOTE: OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND 30.

calls)

Solicitation/Contract Form Continuation

Foreign Affairs Threat (FACT) training servicesInstrument Name:

Product Service Code : U099

1. MINIMUM/MAXIMUM QUANTITIES

This acquisition will result in a single award Indefinite-Delivery/Indefinite-Quantity (ID/IQ) contract with a base year and four one year options, for a total period of performance of five years. The contract will consist of Firm- Fixed-Price (FFP) Contract Line Item Numbers (CLINs) for the procurement of individual iterations of the three-day Foreign Affairs Counter Threat (FACT) training course. While not all Performance Work Statement (PWS) requirements will be evaluated as part of the proposal evaluation, offerors will be required to comply with all PWS requirements. Any indication that the offeror does not intend to meet all of the requirements may cause the proposal to be evaluated as non-compliant and ineligible for award. In accordance with FAR 16.504, the resultant ID/IQ contract will include quantity limits stated as a number of units. This ID/IQ contract will procure training services that will consist of multiple blocks of instruction over the course of three days. This three-day FACT training course will be purchased individually on a monthly basis.

The guaranteed minimum for the entire five-year contract period of performance will equal to the purchase of three iterations of the FACT training course. SATMO's requirement is to procure a maximum of 14 iterations of the FACT training courses per year, which equates to a total of 70 iterations of the FACT training course over the five- year period of performance. Considering the nature of an ID/IQ contract, the Government will not be obligated to procure any more than the guaranteed minimum of three iterations of the FACT Training course.

The Government reserves the right to order quantities in future performance years that were not ordered in the previous performance year. All orders will be subject to the pricing associated with Attachment 9, Total Contract Price Excel Workbook. The offeror's negotiated final pricing will be incorporated into the resulting contract. Each order will will incorporate the price associated with the year in which the order is placed. For example, the Government plans to order a total of 14 FACT training courses in Year 1; however, if the Government only orders a total of 10 FACT training courses in Year 1, the balance of the training courses (4), will be available to be ordered during the remainder of the ordering period using the pricing of the applicable CLIN for the year in which the order is placed. The total FACT training courses will not exceed the aforementioned Not- To-Exceed Quantity of 70 iterations of the FACT training course over the five-year period of performance. A FACT training course will not have less than seven participants.

Please note, CLINs 0002, 1002, 2002, 3002 and 4002, Contract Data Requirements are Not Separately Priced (NSP).

2. RANGE PRICING

W900KK26RA008

Range pricing for this contract is detailed in Attachment 9, Total Contract Price Excel Workbook.

The pricing included in Attachment 9, Total Contract Price Excel Workbook, will be incorporated into Section B of the awardees contract. Priced units may be unilaterally procured in accordance with the prices in this section and provided in Attachment 9, Total Contract Price Excel Workbook.

For purposes of cost/price evaluation, see Section M. The following table delineates the range pricing structure that will be incorporated in to the resulting contract. Offerors shall complete this table in Attachment 9, Total Contract Price Excel Workbook.

CLIN TYPE Description Student Qty.

Range

Cost /Student

Profit

Total Price /Student

(Year 1)

FFP FACT

TRAINING

8-15

(Year 1)

FFP

FACT

TRAINING

16-22

(Year 1)

FFP

FACT

TRAINING

22-30

(Year 2)

FFP

FACT

TRAINING

8-15

FFP 16-22

(Year 2)

FACT

TRAINING

(Year 2)

FFP

FACT

TRAINING

22-30

(Year 3)

FFP

FACT

TRAINING

8-15

(Year 3)

FFP

FACT

TRAINING

16-22

(Year 3)

FFP

FACT

TRAINING

22-30

(Year 4)

FFP

FACT

TRAINING

8-15

FFP

FACT

TRAINING

16-22

(Year 4)

(Year 4)

FFP

FACT

TRAINING

22-30

(Year 5)

FFP

FACT

TRAINING

8-15

(Year 5)

FFP

FACT

TRAINING

16-22

(Year 5)

FFP

FACT

TRAINING

22-30

*** END OF NARRATIVE ***

Continuation of Supplies or Services and Prices/Costs

Additional Information/Notes

Item Supplies/Service Quantity Unit Unit Price

Amount

0001 Foreign Affairs Counter Threat Year 1 Pricing Arrangement: Firm Fixed Price

14 Each

0002 Contract Data Requirements List (CDRL) Pricing Arrangement: Firm Fixed Price

1 Each

Option Line Item

Foreign Affairs Counter Threat (FACT ) Year 2 FACT Training in accordance with Performance Work Statement paragraph

2.0 See Table 1 in Section B for range

pricing.

Pricing Arrangement: Firm Fixed Price

14 Each

Option Line Item

Contract Data Requirements List (CDRL) Pricing Arrangement: Firm Fixed Price

1 Lot

Option Line Item

Foreign Affairs Counter Threat (FACT) Year 3 FACT Training in accordance with Performance Work Statement paragraph

2.0 See Table 1 in Section B for range

pricing Pricing Arrangement: Firm Fixed Price

14 Each

Option Line Item

Contract Data Requirements List Pricing Arrangement: Firm Fixed Price

1 Lot

Option Line Item

Foreign Affairs Counter Threat (FACT) Year 4 Pricing Arrangement: Firm Fixed Price

14 Each

Option Line Item

Contract Data Requirements List (CDRL) Pricing Arrangement: Firm Fixed Price

1 Lot

Option Line Item

Foreign Affairs Counter Threat (FACT) Year 5 FACT Training in accordance with Performance Work Statement paragraph

2.0 See Table 1 in Section B for range

pricing Pricing Arrangement: Firm Fixed Price

14 Each

Option Line Item

Contract Data Requirements List (CDRL) Pricing Arrangement: Firm Fixed Price

1 Lot

Continuation of Description

Section C - Descriptions and Specifications

C.1 PERFORMANCE WORK STATEMENT

The Performance Work Statement (PWS) for the overall effort is attached in Section J of this document. Each task order will include this PWS.

C.2 ENHANCING BENEFITS

The offeror will be expected to perform based on the entire proposed approach, to include any over and beyond features contained within their proposal.

C.3 AUTHORIZED CHANGES ONLY BY THE CONTRACTING OFFICER

(a) Except as specified in paragraph (b) below no order, statement, or conduct of Government personnel wo visit the contractor's facilities or in any other manner communicates with contractor personnel during the performance of this contractor shall constitute a change under the "Changes" Clause of this contract.

(b) The contractor shall not comply with any order, direction or request of Government personnel unless it is issued in writing and signed by the Contracting Officer or is pursuant to specific authority otherwise included as a part of this contract.

(c) The Contracting Officer is the only person authorized to approve changes in any of the requirements of this contract and not withstanding provisions contained elsewhere in this contract, the said authority remains solely the Contracting Officer's. In the event the contractor effects any change at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority no adjustment will be made in the contract price to cover any increase in charges incurred as a result thereof. The address and telephone number of the Contracting Officer is:

Caryn H. McGraw

Procuring Contracting Officer

U.S. ARMY Contracting Command - Orlando 12211 Science Drive, Orlando, FL 32826-3224 caryn.h.mcgraw.civ@army.mil

*** END OF NARRATIVE ***

Requirements Personnel, equipment, supplies, facilities, transportation, tools, materials, supervision, and other items and non-personal services necessary to perform FACT-E training.

Product Service Code : U099

Product Service Code : U099

Continuation of Inspection and Acceptance

INSPECTION AND ACCEPTANCE

Inspection and acceptance will be performed by ensuring successful completion of the requirements set forth in the DD Form 1423, Contract Data Requirements List (CDRL) and incorporation/resolution of Government review comments on the data items. Acceptance will be performed b the requiring activity representative and evidenced via execution of an electronic Receiving Report submitted b the contractor in the Wide Area Work Flow (WAWF) application within the Procurement Integrated Enterprise Environment (PIEE) e-Business suite. All Data Item Descriptions (DIDs) are available online via the Acquisition Streamlining and Standardization http://quicksearch.dla.mil.Information System located at

*** END OF NARRATIVE ***

Overall Contract Inspection/Acceptance Locations

0001 Inspection and Acceptance Location

Both Source Instructions: Inspection and Acceptance

DoDAAC: W81F60 CountryCode: USA

W4LP SEC ASSIST TRNG MGMT ORG

BLDG A 4148 COLLINS ST, FORT BRAGG NC 28310

FORT BRAGG, NC 28310

UNITED STATES

Line Item

Inspection and Acceptance Location

Both Source Instructions: Inspection and Acceptance

DoDAAC: W81F60 CountryCode: USA

W4LP SEC ASSIST TRNG MGMT ORG

BLDG A 4148 COLLINS ST, FORT BRAGG NC 28310

FORT BRAGG, NC 28310

UNITED STATES

Option Line Item

Inspection and Acceptance Location

Both Source Instructions: Inspection and Acceptance

DoDAAC: W81F60 CountryCode: USA

W4LP SEC ASSIST TRNG MGMT ORG

BLDG A 4148 COLLINS ST, FORT BRAGG NC 28310

FORT BRAGG, NC 28310

UNITED STATES

Option Line Item

Inspection and Acceptance Location

Both Source Instructions: Inspection and Acceptance

DoDAAC: W81F60 CountryCode: USA

W4LP SEC ASSIST TRNG MGMT ORG

BLDG A 4148 COLLINS ST, FORT BRAGG NC 28310

FORT BRAGG, NC 28310

UNITED STATES

Line Item

Inspection and Acceptance Location

Both Source Instructions: Inspection and Acceptance

DoDAAC: W81F60 CountryCode: USA

W4LP SEC ASSIST TRNG MGMT ORG

BLDG A 4148 COLLINS ST, FORT BRAGG NC 28310

FORT BRAGG, NC 28310

UNITED STATES

Continuation of Deliveries or Performance

1. PERIOD OF PERFORMANCE INFORMATION

The below delivery information may be adjusted depending on actual date of contract award;

contract award is expected for third quarter, Government Fiscal Year 2026.

2 ORDERING PERIOD

The contract will have a (5) five-year ordering period with one (1) base year and four (4) one (1) year option ordering periods which will be specified in the Ordering Clause 252.216-7006 at time of contract award.

3 The actual dates will be based on the actual date of the contract award.

*** END OF NARRATIVE ***

Continuation of Accounting and Appropriation Data

1. CONTRACTOR'S AUTHORIZED CONTRACT COORDINATOR AND TECHNICAL LIAISON

(a) The contractor shall state below the name and telephone numbers of the contractor's employees responsible for coordination of contract functions /liaison with the Contracting Officer and/or Contract administrator, and providing technical assistance as required regarding product specifications, functionality, etc.

CONTRACT COORDINATOR:

NAME:

PHONE (BUS):

PHONE (AFTER HOURS):

ALTERNATE:

NAME:

PHONE (BUS):

PHONE (AFTER HOURS):

(b) The contractor shall notify the Contracting Officer and/or Contract Administrator in advance, in writing, of any changes in the above listed personnel.

*** END OF NARRATIVE ***

Contract Clauses

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate Deviation

Variation Effective Date

52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements.

2017-01

52.222-50 Combating Trafficking in Persons. 2026-02

52.226-8 Encouraging Contractor Policies to Ban Text Messaging While Driving.

2024-05

52.232-40 Providing Accelerated Payments to Small Business Subcontractors.

2023-03

52.233-3 Protest after Award. 2026-02

52.233-4 Applicable Law for Breach of Contract Claim.

2026-02

DFARS Clauses Incorporated by Reference

Number Title Effective Date

Alternate Deviation

Variation Effective Date

252.203-7000 Requirements Relating to Compensation of Former DoD Officials.

2011-09

252.203-7002 Requirement to Inform 2022-12

Employees of Whistleblower Rights.

252.204-7004 Antiterrorism Awareness Training for Contractors.

2023-01

252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting.

2024-05

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services.

2023-01

252.225-7028 Exclusionary Policies and Practices of Foreign Governments.

2003-04

252.225-7056 Prohibition Regarding Business Operations with the Maduro Regime.

2023-01

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports.

2018-12

252.232-7010 Levies on Contract Payments. 2006-12

252.244-7000 Subcontracts for Commercial Products or Commercial Services.

2023-11

252.247-7023 Transportation of Supplies by Sea.

2024-10

FAR Clauses Incorporated by Full Text

Date

Alternate Deviation

Variation Effective Date

52.212-4 Terms and Conditions- Commercial Products and Commercial Services.

Terms and Conditions-Commercial Products and Commercial Services (Feb 2026)

(a) Definitions. The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference.

(b) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post acceptance rights-

(1) Within a reasonable time after the defect was discovered or should have been discovered;

and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(c) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.

C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(d) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(e) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal, or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause FAR 52.233-1, Disputes, which is incorporated in this contract by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence. Examples of occurrences include acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. When an excusable delay occurs, the Contractor shall-

(1) Notify the Contracting Officer in writing as soon as possible;

(2) Remedy the delay as quickly as possible; and

(3) Notify the Contracting Officer when the occurrence is over.

(g) Invoice. The Government will handle invoices according to the Prompt Payment Act (31 U.S.

C. 3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices. An invoice must include the information required by 5 CFR part 1315.9(b).

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees, and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark, or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment-

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act ( 31 U.S.C. 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date that appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(4) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall-

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the-

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable;

(D) Contractor point of contact; and

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(5) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by FAR part 33 if-

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see FAR part 32).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a termination for cause.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on-

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures for interest credits prescribed in FAR part 32 in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon-

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. The Government will send a cure notice to the Contractor, unless the reason for the termination is late delivery. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered under this contract are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C.

chapter 87, Kickbacks; 49 U.S.C. 40118, Government-financed air transportation; and 41 U.S.

C. chapter 21 relating to procurement integrity.

(r) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services;

(2) The Disputes, Payments, Invoice, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) Other contract clauses incorporated in the solicitation or contract;

(4) Addenda to this solicitation or contract;

(5) Solicitation provisions incorporated in the solicitation;

(6) Other paragraphs of this clause;

(7) Other documents, exhibits, and attachments; and

(8) The specification.

(s) Unauthorized obligations.

(1) Except as stated in paragraph (s)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government-authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an "I agree" click box or other comparable mechanism (e.g., "click-wrap" or "browse-wrap" agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (s)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(t) Comptroller General examination of record. This paragraph applies if this contract was awarded using other than sealed bid procedures and is in excess of the simplified acquisition threshold on the date of award of this contract.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor's directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices, at all reasonable times, the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR part 4, longer period required by statute, or periods specified in other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This clause does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(u) Incorporation by reference. The Contractor's representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of clause)

DFARS Clauses Incorporated by Full Text

Date

Alternate Deviation

Variation Effective Date

252.225-7027 Restriction on Contingent Fees for Foreign Military Sales.

2003-04

RESTRICTION ON CONTINGENT FEES FOR FOREIGN MILITARY SALES

(APR 2003)

(a) Except as provided in paragraph (b) of this clause, contingent fees, as defined in the Covenant Against Contingent Fees clause of this contract, are generally an allowable cost, provided the fees are paid to-

(1) A bona fide employee of the Contractor; or

(2) A bona fide established commercial or selling agency maintained by the Contractor for the purpose of securing business.

(b) For foreign military sales, unless the contingent fees have been identified and payment approved in writing by the foreign customer before contract award, the following contingent fees are unallowable under this contract:

(1) For sales to the Government(s) of ____, contingent fees in any amount.

(2) For sales to Governments not listed in paragraph (b)(1) of this clause, contingent fees exceeding $50,000 per foreign military sale case.

252.225-7043 Antiterrorism/Force Protection for Defense Contractors Outside the United States.

2015-06

ANTITERRORISM/FORCE PROTECTION POLICY FOR DEFENSE CONTRACTORS

OUTSIDE THE UNITED STATES (JUN 2015)

(a) Definition. " United States ," as used in this clause, means, the 50 States, the District of Columbia , and outlying areas.

(b) Except as provided in paragraph (c) of this clause, the Contractor and its subcontractors, if performing or traveling outside the United States under this contract, shall-

(1) Affiliate with the Overseas Security Advisory Council, if the Contractor or subcontractor is a U.S. entity;

(2) Ensure that Contractor and subcontractor personnel who are U.S. nationals and are in-country on a non-transitory basis, register with the U.S. Embassy, and that Contractor and subcontractor personnel who are third country nationals comply with any security related requirements of the Embassy of their nationality;

(3) Provide, to Contractor and subcontractor personnel, antiterrorism/force protection awareness information commensurate with that which the Department of Defense (DoD) provides to its military and civilian personnel and their families, to the extent such information can be made available prior to travel outside the United States; and

(4) Obtain and comply with the most current antiterrorism/force protection guidance for Contractor and subcontractor personnel.

(c) The requirements of this clause do not apply to any subcontractor that is-

(1) A foreign government;

(2) A representative of a foreign government; or

(3) A foreign corporation wholly owned by a foreign government.

(d) Information and guidance pertaining to DoD antiterrorism/force protection can be obtained from ____(Contracting Officer to insert applicable information cited in PGI 225.372-1 (DFARS /PGI view)).

252.232-7006 Wide Area WorkFlow Payment Instructions.

2023-01

WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) Definitions. As used in this clause-

"Department of Defense Activity Address Code (DoDAAC)" is a six position code that uniquely identifies a unit, activity, or organization.

"Document type" means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

"Local processing office (LPO)" is the office responsible for payment certification when payment certification is done external to the entitlement system.

"Payment request" and "receiving report" are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall-

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web- Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the "Web Based Training" link on the WAWF home page at https://wawf.eb.mil/

(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

(1) Document type. The Contractor shall submit payment requests using the following document type(s):

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items-

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require shipment of a deliverable.)

(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

(Contracting Officer: Insert either "Invoice 2in1" or the applicable invoice and receiving report document type(s) for fixed price line items for services.)

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial financing, submit a commercial financing request.

(2) ) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

[Note: The Contractor may use a WAWF "combo" document type to create some combinations of invoice and receiving report in one step.]

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF Pay Official DoDAAC ____ Issue By DoDAAC ____ Admin DoDAAC ____ Inspect By DoDAAC ____ Ship To Code ____ Ship From Code ____ Mark For Code ____ Service Approver (DoDAAC) ____ Service Acceptor (DoDAAC) ____ Accept at Other DoDAAC ____ LPO DoDAAC ____ DCAA Auditor DoDAAC ____ Other DoDAAC(s) ____ (*Contracting Officer: Insert applicable DoDAAC information. If multiple ship to/acceptance locations apply, insert "See Schedule" or "Not applicable.")

(**Contracting Officer: If the contract provides for progress payments or performance-based payments, insert the DoDAAC for the contract administration office assigned the functions under FAR 42.302(a)(13).)

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

(5) Receiving report. The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F.

(g) WAWF point of contact.

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity's WAWF point of contact.

(Contracting Officer: Insert applicable information or "Not applicable.")

(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed.

Addendum to Contract Clauses

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate Deviation

Variation Effective Date

52.209-10 Prohibition on Contracting With Inverted Domestic Corporations.

2026-02

52.223-5 Pollution Prevention and Right-to- Know Information.

2024-05

52.240-91 Security Prohibitions and Exclusions.

2026-02

52.244-6 Subcontracts for Commercial Products and Commercial Services.

DFARS Clauses Incorporated by Reference

Date

Alternate Deviation

Variation Effective Date

252.201-7000 Contracting Officer's Representative.

1991-12

252.222-7002 Compliance with Local Labor Laws (Overseas).

1997-06

252.233-7001 Choice of Law (Overseas). 1997-06

252.237-7010 Prohibition on Interrogation of Detainees by Contractor Personnel.

2023-01

FAR Clauses Incorporated by Full Text

Date

Alternate Deviation

Variation Effective Date

52.216-18 Ordering. 2020-08

Ordering (Aug 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule.

Such orders may be issued from July 8, 2026 through July 8, 2030[insert dates].

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered "issued" when-

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor's fax number; or

(3) If sent electronically, the Government either-

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor's email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

52.216-19 Order Limitations. 1995-10

Order Limitations (Oct 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 8 students [insert dollar figure or quantity], the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor-

(1) Any order for a single item in excess of 30 students[insert dollar figure or quantity];

(2) Any order for a combination of items in excess of a quantity of 90 students[insert dollar figure or quantity]; or

(3) A series of orders from the same ordering office within 5 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 5 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

52.216-22 Indefinite Quantity. 2026-02

Indefinite Quantity (Feb 2026)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the ordering period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order, which may include order options to be exercised after the ordering period of this contract but before the end of the period of performance of the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order, including options exercised, to the same extent as if the order were completed during the contract's ordering period; provided, that the Contractor shall not be required to make any deliveries under this contract after 24 months after the base period or option period, if exercised[insert date].

52.216-32 Task-Order and Delivery-Order Ombudsman.

2019-09

Task-Order and Delivery-Order Ombudsman (Sept 2019)

(a) In accordance with 41 U.S.C. 4106(g), the Agency has designated the following task-order and delivery-order Ombudsman for this contract. The Ombudsman must review complaints from the Contractor concerning all task-order and delivery-order actions for this contract and ensure the Contractor is afforded a fair opportunity for consideration in the award of orders, consistent with the procedures in the contract. ____________[Contracting Officer to insert name, address, telephone number, and email address for the Agency Ombudsman or provide the URL address where this information may be found.]

(b) Consulting an ombudsman does not alter or postpone the timeline for any other process (e.

g., protests).

(c) Before consulting with the Ombudsman, the Contractor is encouraged to first address complaints with the Contracting Officer for resolution. When requested by the Contractor, the Ombudsman may keep the identity of the concerned party or entity confidential, unless prohibited by law or agency procedure.

52.217-8 Option to Extend Services. 1999-11

Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within ____[insert the period of time within which the Contracting Officer may exercise the option].

(End of clause)

52.217-9 Option to Extend the Term of the Contract.

2000-03

Option to Extend the Term of the Contract (Mar 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within ____[insert the period of time within which the Contracting Officer may exercise the option]; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least ____ days[60days unless a different number of days is inserted] before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed ____(months) (years).

52.252-2 Clauses Incorporated by Reference.

1998-02

Clauses Incorporated By Reference (Feb 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

____ ____ ____[Insert one or more Internet addresses]

List of Contract Documents, Exhibits, or Attachments

TITLE DATE No. of Pages

Attachment 1: Performance Work Statement, (Base ID/IQ Contract)

06 February

Attachment 2: Quality Assurance Surveillance Plan 23 March 2026 26

Attachment 3: RFP Technical Factor Compliance Matrix 23 March 2026 2

Attachment 4: Question and Comment Form 23 March 2026 1

Attachment 5: Performance Risk Contract Matrix 23 March 2026 5

Attachment 6: Performance Risk Assessment Survey 23 March 2026 9

Attachment 7: Data-Item-Transmittal-Form Acceptance /Rejection Form

23 March 2026 1

Attachment 8: Proposal Receipt Form 23 March 2026 1

Attachment 9: Total Contract Price Excel Workbook 23 March 2026 1

Exhibit A: Contract Delivery Requirements List (CDRL) A001 and A002

23 March 2026 4

*** END OF NARRATIVE ***

Solicitation Provisions

FAR Provisions Incorporated by Reference

Number Title Effective Date

Alternate Deviation

Variation Effective Date

52.204-7 System for Award Management- Registration.

DFARS Provisions Incorporated by Reference

Date

Alternate Deviation

Variation Effective Date

252.203-7005 Representation Relating to Compensation of Former DoD Officials.

2022-09

252.204-7008 Compliance with Safeguarding Covered Defense Information Controls.

2016-10

252.204-7019 Notice of NIST SP 800-171 DoD Assessment Requirements.

2023-11

252.204-7024 Notice on the Use of the Supplier Performance Risk System.

2023-03

252.225-7031 Secondary Arab Boycott of Israel

2005-06

252.225-7055 Representation Regarding Business Operations with the Maduro Regime.

2022-05

FAR Provisions Incorporated by Full Text

Date

Alternate Deviation

Variation Effective Date

52.209-7 Information Regarding Responsibility Matters.

Information Regarding Responsibility Matters (Feb 2026)

(a) Definitions. As used in this provision-

Administrative proceeding means a non-judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative Proceedings, Civilian Board of Contract Appeals Proceedings, and Armed Services Board of Contract Appeals Proceedings). This includes administrative proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include agency actions such as contract audits, site visits, corrective plans, or inspection of deliverables.

Federal contracts and grants with total value greater than $10,000,000 means-

(1) The total value of all current, active contracts and grants, including all priced options; and

(2) The total value of all current, active orders including all priced options under indefinite-delivery, indefinite-quantity, 8(a), or requirements contracts (including task and delivery and multiple-award Schedules).

Principal means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager;

head of a division or business segment; and similar positions).

(b) The offeror [ ] has [ ] does not have current active Federal contracts and grants with total value greater than $10,000,000.

(c) If the offeror checked "has" in paragraph (b) of this provision, the offeror represents, by submission of this offer, that the information it has entered in the Federal Awardee Performance and Integrity Information System (FAPIIS) is current, accurate, and complete as of the date of submission of this offer with regard to the following information:

(1) Whether the offeror, and/or any of its principals, has or has not, within the last five years, in connection with the award to or performance by the offeror of a Federal contract or grant, been the subject of a proceeding, at the Federal or State level that resulted in any of the following dispositions:

(i) In a criminal proceeding, a conviction.

(ii) In a civil proceeding, a finding of fault and liability that results in the payment…